UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 20, 2006
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NATURAL HEALTH TRENDS CORP.
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(Exact name of Company as specified in its charter)
Delaware 0-26272 59-2705336
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(State or other jurisdiction (Commission IRS Employer
of incorporation) File Number) Identification No.)
2050 Diplomat Drive Dallas, TX 75234
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(Address of principal executive offices) (Zip Code)
Company's telephone number, including area code (972) 241-4080
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(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Company under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events
In August 2006, the Company was advised by the Staff of the Securities
and Exchange Commission ("SEC") that it was conducting an informal inquiry into
matters that are the subject of previously disclosed investigations by the
Company's Audit Committee, including the payments received by two former
officers and directors of the Company from an independent distributor. In
connection with the inquiry, the SEC Staff requested that the Company
voluntarily provide it with certain information and documents, including
information gathered by the independent investigator engaged by the Company's
Audit Committee. The Company has cooperated with the SEC inquiry.
On October 20, 2006, the Company received a formal order of
investigation issued by the SEC regarding possible securities laws violations by
the Company and/or other persons. At this time, it is not possible to predict
the outcome of the investigation nor is it possible to assess its impact on the
Company. The Company intends to cooperate fully with the SEC with respect to its
investigation.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NATURAL HEALTH TRENDS CORP.
Date: October 25, 2006
By: /s/ STEPHANIE S. HAYANO
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Name: Stephanie S. Hayano
Title: President and Chief Executive Officer
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